Sec Form 4 Filing - Providence Equity Partners IV, L.L.C. @ Consolidated Communications Illinois Holdings, Inc. - 2005-07-27

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Providence Equity Partners IV, L.L.C. 2. Issuer Name and Ticker or Trading Symbol Consolidated Communications Illinois Holdings, Inc. [ CNSL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 50 KENNEDY PLAZA 3. Date of Earliest Transaction (MM/DD/YY) 07/27/2005 (Street) PROVIDENCE, RI02903 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $0.01 per share 07/27/2005 S( 1 ) 3,222,222 D $ 13 4,342,537 I See Footnotes ( 2 ) ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Providence Equity Partners IV, L.L.C. 50 KENNEDY PLAZA PROVIDENCE, RI02903 X X Pelson Mark 50 KENNEDY PLAZA PROVIDENCE, RI02903 X Providence Equity GP IV L.P. 50 KENNEDY PLAZA PROVIDENCE, RI02903 X PROVIDENCE EQUITY PARTNERS IV LP 50 KENNEDY PLAZA PROVIDENCE, RI02903 X Signatures James A. Pepin, by Power of Attorney 07/27/2005 Signature of Reporting Person Date James N. Pepin, Power of Attorney 07/27/2005 Signature of Reporting Person Date James N. Pepin, Power of Attorney 07/27/2005 Signature of Reporting Person Date James N. Pepin, Power of Attorney 07/27/2005 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares sold pursuant to the Issuer's registration statement on Form S-1 (Registration No. 333-121086). Of the aggregate 3,222,222 shares sold by the reporting persons in the issuer's initial public offering, which closed on July 27, 2005, 3,211,862 shares were sold by Providence Equity Partners IV, L.P. and 10,360 shares were sold by Providence Equity Operating Partners IV, L.P. ( 2 )Represents 4,328,576 shares held by Providence Equity Partners IV, L.P. and 13,961 shares of common stock held by Providence Equity Operating Partners IV, L.P. Providence Equity GP IV, L.P. is the general partner of each of these entities and Providence Equity Partners IV, LLC is the general partner of Providence Equity GP IV, L.P. Providence Equity Partners IV, LLC has the sole power to direct the voting and disposition of the shares. As a result, each of the entities may be deemed to share beneficial ownership of the shares owned by the others. Each of the entities disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for the purpose of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. ( 3 )Mark A. Pelson resigned as a director of the issuer on July 27, 2005 and will cease being a reporting person. Mr. Pelson is a managing director of Providence Equity Partners IV, LLC and its affiliates ("Providence Equity") and holds a minority interest in the Providence Equity funds that own shares of the issuer's common stock. As a result, Mr. Pelson may be deemed to share beneficial ownership of the shares of common stock owned by Providence Equity. Mr. Pelson disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that Mr. Pelson is the beneficial owner of the securities for purpose of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. Providence Equity will continue as a reporting person.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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